8-KFinancial EventsExhibits & Filings

PFIZER INC 8-K Report, Financial Obligation (Jun 3, 2009)

Filed June 3, 2009For Securities:PFE

Summary

Pfizer Inc. (PFE) filed an 8-K report on June 3, 2009, announcing the successful closing of a significant debt offering. The company issued a substantial aggregate amount in Euros (€5,850,000,000) and Pounds Sterling (£1,500,000,000) across four tranches of senior unsecured notes with varying maturities and interest rates. These notes were offered in a private placement outside the United States under Regulation S. The primary purpose for these proceeds is to fund general corporate activities, with a specific mention of supporting the pending acquisition of Wyeth and the refinancing of existing debt. This debt issuance signifies a strategic move by Pfizer to secure substantial capital for key strategic initiatives and operational flexibility, while adhering to customary covenants related to secured debt and sale-leaseback transactions.

Key Highlights

  • 1Pfizer Inc. completed a large debt offering totaling approximately €5.85 billion and £1.5 billion on June 3, 2009.
  • 2The offering consisted of four series of senior unsecured notes: 3.625% Notes due 2013 (€1.85B), 4.750% Notes due 2016 (€2B), 5.750% Notes due 2021 (€2B), and 6.500% Notes due 2038 (£1.5B).
  • 3The notes were issued via a private placement under Regulation S, meaning they were offered to persons outside the United States and are not registered under the U.S. Securities Act.
  • 4Proceeds from the offering are earmarked for general corporate purposes, including funding a portion of the Wyeth acquisition and refinancing existing debt.
  • 5The notes are senior unsecured obligations, ranking equally with other unsecured and unsubordinated debt of Pfizer.
  • 6The issuance includes customary covenants limiting the company's ability to incur secured debt and enter into sale-leaseback transactions.
  • 7Under certain conditions, Pfizer subsidiaries may be required to provide full and unconditional guarantees for the notes.

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